MBA 550

Group 3 Presentation
Group Members

Nadia Sultana
ID: 1931428

Navid Khan Anzum

ID: 2021683

Rumana Ferdous
ID: 1922158

Adithya Bhowmik
ID: 2031295

Parisa Alam
ID: 1930962
 
Bangladesh Securities and Exchange
Commission
Corporate Governance Code
Published on June 10, 2018
 Bangladesh Securities and Exchange Commission (BSEC) is the
regulator of the capital market of Bangladesh comprising  Dhaka
Stock Exchange (DSE) and Chittagong Stock Exchange (CSE).
Bangladesh The commission is a statutory body and attached to the Ministry
of Finance.
Securities and Background

Exchange BSEC was established on 8 June 1993 under the Securities and
Exchange Commission Act, 1993. The Chairman and Members of
the commission are appointed by the government and have
Commission overall responsibility to administer securities legislation. The
commission, at present has three full-time members, excluding
& It’s the Chairman.

Background Initially named simply as the Securities and Exchange

Commission, on 10 December 2012, its name was officially
changed to the Bangladesh Securities and Exchange Commission.
 Governance is about accountability and
responsibility where Corporate governance is about the
structures and processes for the direction and control
of companies as concerning the relationships among
the management, board of directors, controlling
shareholders, minority shareholders, and other
Corporate stakeholders.
Governance Code Corporate Governance Code in order to enhance
corporate governance in the interest of investors and
Of Bangladesh the capital market. Provided, however, that these
conditions or Code are imposed on ‘comply’ basis; the
companies listed with any stock exchange in
Bangladesh shall comply with these conditions or Code
in accordance with the condition No. 9.
1
Size of the Board of Directors

Independent Directors

Qualification of Board of Directors

Board of Directors
Duality of Chairperson of the Board of Directors and
Managing Director or Chief Executive Officer

The Directors’ Report to Shareholders

Meetings of the Board of Directors

Code of Conduct for the Chairperson, other
Board members and Chief Executive Officer
2
Composition of the Board of the holding company
and subsidiary company
Governance of
Director on the Board of the holding company and
Board of Directors subsidiary company
(Subsidiary Board meeting
Company)
Review of the financial statements
3

(a) Appointment
MD or CEO,  MD or CEO, CFO, HIAC and CS

 Executive position
CFO, HIAC and  Restriction of holding executive position
CS  Respective roles, responsibilities and duties
 Rule of elimination
3

(b) Requirement to attend Board of

MD or CEO, CFO, Directors’ Meetings
HIAC and CS Attendance of executive body in meeting

(Continue) (c) Duties of executive persons

Content of Financial Statement
Disclose certification in the Annual Report
4
Board of Director’s
Committee

Audit Committee
Nomination and
Remuneration Committee
5
Constitution of the Audit Committee
Chairperson of the Audit Committee
Meeting of the Audit Committee
The Role of Audit Committee
Audit Committee Reporting of the Audit Committee
Reporting to the Board of Directors
Reporting to the Authorities
Reporting to the Shareholders and General
Investors
5
Role of Audit Committee
Corporate
Governance Internal Audit
Performance
Legal
Framework Internal Audit
Audit Committee Function

Accountability
Planning

Information and
Transparency Monitoring Execution

Management
Improvements Reporting
6

Responsibility to the Board of Directors

Constitution of the NRC

Nomination and
Remuneration Chairperson of the NRC
Committee (NRC). Meeting of the NRC

Role of the NRC

7

Recognize the role independent

auditors play in achieving effective
External or corporate governance and reliable
financial reports.
Statutory Understand the history of auditing,
Auditors the traditional roles of auditors, and
regulations recently placed on them.
8

Maintaining A Website By The Company

NECESSITY OF WEBSITE IPO (INITIAL PUBLIC

WEBSITE FUNCTIONALITY OFFERING)
9

Accountability of Corporate Governance

Reporting and
Annual general Meeting
Compliance of
Corporate
Governance Annexure-C
 Government cannot legislate the personal integrity
of key players
To improve the present situation of different types of
organizations demand for corporate governance in Bangladesh
has been increasing.
In order to ensure compliance to corporate governance, some
Conclusion code of conduct has been developed. But it is still in infant
stages.
monitoring of compliance and severe punishment of
transgressors can ensure good corporate governance.

But Bangladesh has to wait a lot to ensure enforcement

of any corrective measures properly.
Thank You !